Argent Industrial Limited - Acquisition by Argent and Withdrawal of Cautionary

Argent Industrial Limited - Acquisition by Argent and Withdrawal of Cautionary  
ARGENT INDUSTRIAL LIMITED                                                       
(Incorporated in the Republic of South Africa) (Registration number             
1993/002054/06)                                                                 
Share code: ART    ISIN: ZAE000019188                                           
("Argent" or "the Company")                                                     
Acquisition by Argent                                                           
of the entire issued share capital                                              
of Excalibur Vehicle Accessories (Proprietary) Limited ("Excalibur") ("the      
Acquisition")                                                                   
1.   INTRODUCTION                                                               
Further to the cautionary announcement published on 14 January 2003, the   
     directors of Argent are pleased to announce that Argent has concluded an   
     agreement to acquire the entire issued share capital of Excalibur.         
2.   NATURE OF BUSINESS                                                         
Excalibur is the leading manufacturer of running boards/side steps for     
     motor vehicles in South Africa. Excalibur`s product range includes running 
     boards/side steps, roof racks, rear bumpers and hydraulic hose assemblies. 
     Excalibur`s products dominate the local market and are protected by        
registered designs and patents.                                            
3.   RATIONALE FOR THE ACQUISITION                                              
     Argent has a large understanding of the vehicle accessories business and   
     has made huge inroads into the US market through its subsidiary, Giflo     
Engineering (BOP) (Pty) Limited, and will focus Excalibur`s complementary  
     product ranges into this lucrative export market. Early indications are    
     that the Excalibur products will be very well received in the US.          
4.   TERMS OF THE ACQUISITION                                                   
The effective date of the acquisition is 30 January 2003. The aggregate    
     purchase consideration is R22 million (including property of R3,5 million) 
     which will be satisfied as follows:                                        
     * the allotment of 1 000 000 Argent shares issued at 330 cents per share to
the vendor of Excalibur, being "The Excalibur Investment Trust" ("the      
     vendor"); and                                                              
     * the allotment of 3 920 000 renounceable Argent shares at 300 cents per   
     share (R11,76m) to the vendor; and                                         
* short term loan finance of approximately R6,94 million bearing interest  
     at prime less 2% over 12 months.                                           
     Application has accordingly been made to the JSE Securities Exchange SA to 
     issue an additional 4 920 000 Argent shares of 5 cents each.               
5.   FINANCIAL EFFECTS OF THE TRANSACTION                                       
     The table below sets out the pro forma financial effects of the acquisition
     on an Argent share, for illustrative purposes, based on Argent`s interim   
     financial statements for the 6 months ended 30 September 2002, and         
Excalibur`s interim financial statements for the 6 months ended 31 August  
     2002:                                                                      
                             Before         After         Percentage            
                             acquisition    acquisition   change                
EPS (cents)                  48,0           52,1          8,5                   
HEPS (cents)                 48,8           52,9          8,4                   
NAV per share (cents)        315,8          314,7         (0,3)                 
NTAV per share (cents)       292,9          278,7         (4,8)                 
1.)   The information in the "before" column has been extracted from the interim
     financial information of Argent as at 30 September 2002.                   
2.)   The effect on earnings per share ("EPS") and headline earnings per share  
     ("HEPS") has been calculated on the assumption that the acquisition was    
effective for 6 months with effect from 1 April 2002.                      
3.)   The effect on net asset value per share ("NAV") has been calculated on the
     assumption that the acquisition was effective on 30 September 2002.        
4.)   Net tangible asset value per share ("NTAV") after the acquisition is based
on the gross purchase consideration for Excalibur of R22 million and its   
     net tangible asset value at 31 August 2002 of [R13,7 m].                   
6.    WITHDRAWAL OF CAUTIONARY                                                  
     Shareholders are referred to the cautionary announcement dated             
14 January 2003 and are advised that as a result of this announcement the  
     cautionary is now withdrawn.                                               
7.   DOCUMENTATION                                                              
     The acquisition (including the property) constitutes approximately 13% of  
Argent`s current market capitalization and is categorised as a Category 3  
     transaction by the JSE Securities Exchange South Africa and thus this      
     announcement appears for information purposes only. The transaction is at  
     arms length and does not require shareholder approval or a circular to be  
sent to shareholders.                                                      
Germiston                                                                       
30 January 2003                                                                 
Sponsor and Corporate Advisor                                                   
LPC Manhattan                                                                   
LPC Manhattan Sponsors (Pty) Ltd                                                
(Registration number 1999/024792/07)                                            
Attorneys to                                                                    
Vendor                                                                          
WWB                                                                             
Webber Wentzel Bowens                                                           
Corporate Advisor to Vendor                                                     
Date: 30/01/2003 09:22:14 AM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department